<PAGE>
U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended November 30, 1996
Commission File Number: 33-8420-D
HIGH HOPES, INC.
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(Exact name of small business issuer as specified in its charter)
Nevada 84-1037630
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(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
16178 East Prentice Place, Aurora, Colorado 80015
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(Address of principal executive offices including zip Code)
(303) 690-6787
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(Registrant's telephone number, including area code)
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act of 1934 during the preceding 12 months (or for
such shorter period that the Registrant was required to file such reports),
and (2) has been subject to such filing requirements for the past 90 days.
[ ] Yes ( X ] No
As of November 30, 1996, Registrant had 1,400,230 shares of common stock, no
par value, outstanding.
Transitional Small Business Disclosure Format: Yes [ ] No [ X ]
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INDEX
Page
Number
Part I. Financial Information
Item I. Financial Statements
Balance Sheets as of November 30, 1996
and May 31, 1996 3
Statements of Operations, Three Months
Ended November 30, 1996 4
Statements of Operations, Six Months
Ended November 30, 1996 4
Statements of Cash Flows, Three Months
Ended November 30, 1996 5
Statements of Cash Flows, Six Months
Ended November 30, 1996 6
Notes to Financial Statements 7
Item 2. Management's Discussion and Analysis of
Financial Conditions and Results of
Operations 8
Part II. Other Information 8
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HIGH HOPES, INC.
BALANCE SHEETS
(Unaudited)
ASSETS
November 30 May 31
1996 1996
Current Assets
Cash $ 52 $ 1,016
Advances - related party 12,000 12,000
Other 848 1,628
Total Current Assets 12,900 14,644
Total Assets $ 12,900 $ 14,644
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Accounts payable $ 2,180 $ -
Notes payable 22,200 21,600
Other 1,657 787
Total Current Liabilities 26,037 22,387
Stockholders' Equity:
Common Stock, no par value,
100,000,000 shares authorized
1,400,230 shares issued and
outstanding 1,400 1,400
Additional paid-in capital 534,747 534,747
Accumulated deficit (549,284) (543,890)
Total Stockholders' Equity (13,137) (7,743)
Total Liabilities and Stockholders' Equity $ 12,900 $ 14,644
The accompanying notes are an integral part of the financial statements.
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HIGH HOPES, INC.
STATEMENTS OF OPERATIONS
(Unaudited)
Three Months Ended November 30, 1996
Revenues $ 210
Operating Expenses:
Legal and accounting 4,205
Interest 438
Other 257
Total Operating Expenses 4,900
Net Loss $ (4,690)
Per Share $ nil
Weighted Average Number of Shares
Outstanding 1,400,230
Six Months Ended November 30, 1996
Revenues $ 420
Operating Expenses:
Legal and accounting 4,283
Interest 870
Other 661
Total Operating Expenses 5,814
Net Loss $ (5,394)
Per Share $ nil
Weighted Average Number of Shares
Outstanding 1,400,230
The accompanying notes are an integral part of the financial statements.
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HIGH HOPES, INC.
STATEMENTS OF CASH FLOWS
(Unaudited)
Three Months Ended November 30, 1996
Cash Flows Operating Activities:
Net (loss) $ (4,690)
(Increase) in accrued interest
receivable (210)
Increase in accrued interest payable 438
Increase in accounts payable 2,098
Other 1,200
Net Cash (Used in) Operating
Activities (1,164)
Cash Flows from Investing Activities -
Cash Flows from Financing Activities:
Proceeds from notes payable 600
Net Cash Provided by Financing
Activities 600
(Decrease) in Cash (564)
Cash, Beginning of Period 616
Cash, End of Period $ 52
Interest Paid $ -
Income Taxes Paid $ -
The accompanying notes are an integral part of the financial statements.
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HIGH HOPES, INC.
STATEMENTS OF CASH FLOWS
(Unaudited)
Six Months Ended November 30, 1996
Cash Flows Operating Activities:
Net (loss) $ (5,394)
(Increase) in accrued interest
receivable (420)
Increase in accrued interest payable 870
Increase in accounts payable 2,180
Other 1,200
Net Cash (Used in) Operating
Activities (1,564)
Cash Flows from Investing Activities -
Cash Flows from Financing Activities:
Proceeds from notes payable 600
Net Cash Provided by Financing
Activities 600
(Decrease) in Cash (964)
Cash, Beginning of Period 1,016
Cash, End of Period $ 52
Interest Paid $ -
Income Taxes Paid $ -
The accompanying notes are an integral part of the financial statements.
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HIGH HOPES, INC.
NOTES TO FINANCIAL STATEMENTS
November 30, 1996 (Unaudited)
(1) Condensed Financial Statements
The financial statements included herein have been prepared by High Hopes,
Inc. without audit, pursuant to the rules and regulations of the Securities
and Exchange Commission. Certain information and footnote disclosures
normally included in the financial statements prepared in accordance with
generally accepted accounting principles have been condensed or omitted as
allowed by such rules and regulations, and High Hopes, Inc. believes that the
disclosures are adequate to make the information presented not misleading. It
is suggested that these financial statements be read in conjunction with the
May 31, 1996 audited financial statements and the accompanying notes thereto.
While management believes the procedures followed in preparing these financial
statements are reasonable, the accuracy of the amounts are in some respect's
dependent upon the facts that will exist, and procedures that will be
accomplished by High Hopes, Inc. later in the year.
The management of High Hopes, Inc. believes that the accompanying
unaudited condensed financial statements contain all adjustments (including
normal recurring adjustments) necessary to present fairly the operations and
cash flows for the periods presented.
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ITEM 2
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
High Hopes, Inc. (the "Company") was organized as a Nevada corporation on
August 24, 1986, in order to evaluate, structure and complete a merger with,
or acquisition of, prospects consisting of private companies, partnerships of
sole proprietorships. The Company may seek to acquire a controlling interest
in such entities in contemplation of later completing an acquisition. The
Company is not limited to any operation or geographic area in seeking out
opportunities. Management has not identified any particular business or
industry within which the Company will seek an acquisition or merger. The
Company has not conducted, nor have others made available to it, market
research supporting the viability of the Company's proposed operations.
The Company generated minimal revenues during the quarter ended November 30,
1996, and management does not anticipate more than minimal revenues until
following the conclusion of a merger or acquisition, if any, as contemplated
by the Company's business plan.
The Company's capital is limited. The Company anticipates operational costs
will be limited until such time as significant evaluation work is undertaken
regarding prospective mergers or acquisitions.
At November 30, 1996, the Company had no material commitments for capital
expenditures.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
None.
Item 2. Changes in Securities
None.
Item 3. Defaults upon Senior Securities
None.
Item 4. Submission of Matters to a Vote of Security Holders
None.
Item 5. Other Information
None.
Item 6. Exhibits and Reports on Form 8-K
None.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
HIGH HOPES, INC.
Dated: January 21, 1997 By:/s/ Timothy J. Brasel
Timothy J. Brasel, President
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<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
balance sheets and statements of operations found on pages 3 and 4 of the
Company's Form 10-QSB for the year to date, and is qualified in its entirety
by reference to such financial statements.
</LEGEND>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> MAY-31-1996
<PERIOD-END> NOV-30-1996
<CASH> 52
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 12,900
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 12,900
<CURRENT-LIABILITIES> 26,037
<BONDS> 0
<COMMON> 1,400
0
0
<OTHER-SE> (11,137)
<TOTAL-LIABILITY-AND-EQUITY> 12,900
<SALES> 0
<TOTAL-REVENUES> 420
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 5,814
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (5,394)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
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<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (5,394)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
